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INGENUITY PROPERTY INVESTMENTS LIMITED - General repurchase of shares announcement

Release Date: 15/02/2019 12:35
Code(s): ING     PDF:  
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General repurchase of shares announcement

(Incorporated in the Republic of South Africa)
(Registration number 2000/018084/06)
ISIN: ZAE000127411 JSE share code: ING
(“Ingenuity” or the “Company”)


1. Introduction

   Ingenuity shareholders are advised that the Company has repurchased 67 556 376 Ingenuity ordinary
   shares (“Shares”) in terms of a general approval granted by shareholders at the Company’s annual
   general meeting (the “Authority”) held on 25 January 2019 (the “General Repurchase”).

2. Details of the General Repurchase

   Dates of the General Repurchase:              28 January 2019 to 18 February 2019
   Number of Shares repurchased:                 67 556 376
   Lowest repurchase price per Share:            R1.05
   Highest repurchase price per Share:           R1.08
   Total value of Shares repurchased:            R72 797 424.09

   62 107 643 Shares will be cancelled and delisted on or about 22 February 2019 (the “Cancellation”).
   The balance of 5 448 733 Shares will be held as treasury shares.

   The General Repurchase represents 5.4% of the Company’s issued share capital. Post the General
   Repurchase, Ingenuity will hold 112 510 672 Shares as treasury shares, representing 9.42% of the
   Company’s issued share capital post the Cancellation.

   Following the General Repurchase, the extent of the Authority to repurchase shares outstanding is
   183 642 796 ordinary shares, representing 14.6% of the total issued share capital of Ingenuity, at the
   time the Authority was granted.

3. Source of funds

   The General Repurchase was funded from the Company’s available cash resources.

4. Statement by the board of directors of Ingenuity (the “Board”)

   The Board has considered the effect of the General Repurchase and is of the opinion that, for a period
   of twelve months following the date of this announcement:

    4.1. the Company and the group will be able in the ordinary course of business to pay its debts;

    4.2. the assets of the Company and the group will be in excess of the liabilities of the Company and
         the group. For this purpose, the assets and liabilities were recognised and measured in
         accordance with the accounting policies used in the latest audited annual group financial

    4.3. the share capital and reserves of the Company and the group will be adequate for ordinary
         business purposes;

    4.4. the working capital of the Company and the group will be adequate for ordinary business
         purposes; and
    4.5. the Company and the group have passed the solvency and liquidity test and since the test was
         performed, there have been no material changes to the financial position of the group.

5. Impact of the General Repurchase on financial information

   The General Repurchase has no significant impact on the financial information of the Company, save
   to reduce the number of Shares in issue by 62 107 643, with the total number of Shares in issue post
   the General Repurchase amounting to 1 193 888 216.

6. Compliance with paragraph 5.72 of the JSE Limited Listings Requirements (“JSE Listings

   The General Repurchase was effected through the order book operated by the JSE trading system and
   done without any prior understanding or arrangement between the Company and the counter
   parties. Accordingly, the Company has complied with paragraph 5.72 of the JSE Listings Requirements.

Cape Town
15 February 2019

Nedbank Corporate and Investment Banking

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